CNB FINANCIAL CORP/PA
For the period ended Mar 31, 2025. Filed May 7, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 7, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-06.
0000736772-24-000108
ITEM 2. – Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-07.
0000736772-25-000087
ITEM 2. – Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 175 previous paragraphs and 153 current paragraphs.
97 unchanged; 38 reworded; 16 added; 30 removed; 10 previous and 2 current paragraphs rearranged.
Tables are not compared: 29 previous and 29 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
Merger with ESSA Bancorp, Inc.
Current report
On January 9, 2025, the Corporation and CNB Bank entered into a definitive merger agreement (the “Merger Agreement”) with ESSA Bancorp, Inc. (“ESSA”) and its subsidiary bank, ESSA Bank & Trust Company (“ESSA Bank”), pursuant to which the Corporation will acquire ESSA in an all-stock transaction. Subject to the terms and conditions of the Merger Agreement, which has been approved by the boards of directors of each party, ESSA will merge with and into the Corporation, with the Corporation as the surviving entity, and immediately thereafter, ESSA Bank will merge with and into the Bank, with the Bank as the surviving bank (the “Merger”). Under the terms of the Merger Agreement, each outstanding share of ESSA common stock will be converted into the right to receive 0.8547 shares of the Corporation’s common stock. The transaction is currently expected to close in the third quarter of 2025, subject to customary closing conditions, including the receipt of regulatory approvals. At the Corporation’s 2025 Annual Meeting of Shareholders held on April 15, 2025, the Corporation’s shareholders voted to approve the issuance of shares of the Corporation’s common stock pursuant to the Merger Agreement.
Current report
•Merger costs, net of tax;
Current report
•Tangible book value per share and tangible book value per share (excluding merger costs);
Current report
•Efficiency ratio (fully tax-equivalent basis) and efficiency ratio (fully tax-equivalent basis and excluding merger costs);
Current report
•Basic and diluted earnings per share (excluding merger costs);
Current report
•Dividend payout ratio (excluding merger costs);
Current report
•Return on average equity (excluding merge costs); and
Current report
•Return on average tangible common equity and return on average tangible common equity (excluding merger costs)
Current report
◦There were 112 outstanding loans, totaling $109.2 million, or 2.37% of total Corporation loans outstanding;
Current report
◦There were two past due commercial office loans that totaled $216 thousand, or 0.20% of total commercial office loans outstanding; and
Current report
◦There were 162 outstanding loans, totaling $323.1 million, or 7.01% of total Corporation loans outstanding;
Current report
◦There were 227 outstanding loans, totaling $373.4 million, or 8.10% of total Corporation loans outstanding;
Current report
Total nonperforming assets were $56.1 million, or 0.89% of total assets, as of March 31, 2025, compared to $59.5 million, or 0.96% of total assets, as of December 31, 2024. In addition, the allowance for credit losses as a percentage of nonaccrual loans was 87.57% at March 31, 2025, compared to 84.08% at December 31, 2024. The decrease in nonperforming assets for the three months ended March 31, 2025, compared to December 31, 2024 was primarily due to paydowns to nonaccrual loans, charge-offs, and the sale of an other real estate owned property.
Current report
At March 31, 2025, total deposits were $5.5 billion, reflecting an increase of $88.7 million, or 1.65%, from December 31, 2024. The increase in deposit balances was driven by higher retail and municipal deposits, coupled with growth in retail time deposits.
Current report
The provision for credit losses was $1.6 million and $1.3 million for the three months ended March 31, 2025 and March 31, 2024, respectively.
Removed paragraphs (30)
Previous report
•Tangible book value per share;
Previous report
•Tangible common equity/tangible assets;
Previous report
•Efficiency ratio;
Previous report
◦There were 114 outstanding loans, totaling $117.0 million, or 2.55% of the Corporation loans outstanding;
Previous report
◦There were 173 outstanding loans, totaling $320.6 million, or 6.98% of total Corporation loans outstanding;
Previous report
◦There were no past due commercial hospitality loans at September 30,2024; and
Previous report
◦There were 225 outstanding loans, totaling $349.1 million, or 7.60% of total Corporation loans outstanding;
Previous report
Total nonperforming assets were $42.0 million, or 0.70% of total assets, as of September 30, 2024, compared to $31.8 million, or 0.55% of total assets, as of December 31, 2023. In addition, the allowance for credit losses as a percentage of nonaccrual loans was 117.03% at September 30, 2024, compared to 154.63% at December 31, 2023. The increase in nonperforming assets was primarily due to two relationships. The first relationship was an owner-occupied commercial real estate relationship totaling $4.6 million with a specific reserve balance of $1.2 million and the second was a commercial relationship (consisting of various loan types) totaling $7.9 million with a specific reserve of $2.2 million. Management does not believe there is risk of significant additional loss exposures beyond the specific reserves related to these loan relationships.
Previous report
(1) As previously disclosed in the Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, revisions were made to the amount of allowance allocated and total loans receivable columns disclosure as of December 31, 2023 to reflect the revisions for the applicable portfolio segments.
Previous report
At September 30, 2024, total deposits were $5.2 billion, reflecting an increase of $218.2 million, or 4.37%, from December 31, 2023. The increase in deposit balances was primarily attributable to an increase in noninterest-bearing business deposits and retail saving deposits. In addition, the total number of deposit households increased by approximately 1.85% from December 31, 2023.
Previous report
(3) Includes loans held for sale.
Previous report
The provision for credit losses was $2.4 million and $1.1 million for the three months ended September 30, 2024 and September 30, 2023, respectively.
Previous report
RESULTS OF OPERATIONS
Previous report
Nine Months Ended September 30, 2024 and 2023
Previous report
OVERVIEW
Previous report
Earnings were $36.3 million, or $1.72 per diluted share, for the nine months ended September 30, 2024, compared to earnings of $40.8 million, or $1.94 per diluted share, for the nine months ended September 30, 2023. As previously noted, the decrease in diluted earnings per share comparing the nine months ended September 30, 2024 to the nine months ended September 30, 2023 was primarily due to the rise in deposit costs year over year.
Previous report
Annualized return on average equity was 9.01% for the nine months ended September 30, 2024, compared to 10.74% for the nine months ended September 30, 2023. Annualized return on average tangible common equity, a non-GAAP measure, was 10.01% for the nine months ended September 30, 2024, compared to 12.23% for the nine months ended September 30, 2023.
Previous report
The Corporation's efficiency ratio was 67.10% for the nine months ended September 30, 2024, compared to 64.26% for the nine months ended September 30, 2023. The efficiency ratio on a fully tax-equivalent basis, a non-GAAP ratio, was 66.34% for the nine months ended September 30, 2024, compared to 63.60% the nine months ended September 30, 2023.
Previous report
NET INTEREST INCOME
Previous report
Net interest income was $138.4 million for the nine months ended September 30, 2024, compared to $142.1 million for the nine months ended September 30, 2023. The decrease of $3.7 million, or 2.61%, was due to loan growth and the benefits of the impact of higher interest rates resulting in greater income on variable-rate loans, coupled with a higher average balance of interest-bearing deposits with the Federal Reserve, being more than offset by an increase in the Corporation's interest expense as a result of targeted interest-bearing deposit rate increases to ensure both deposit growth and retention.
Previous report
Net interest margin was 3.40% and 3.66% for the nine months ended September 30, 2024 and 2023, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.38% and 3.64% for the nine months ended September 30, 2024 and 2023, respectively.
Previous report
The yield on earning assets of 5.89% for the nine months ended September 30, 2024 increased 41 basis points from September 30, 2023, primarily as a result of the net benefit of higher interest rates on both variable-rate loans and new loan production.
Previous report
PROVISION FOR CREDIT LOSSES
Previous report
The provision for credit losses was $6.3 million for the nine months ended September 30, 2024, compared to $4.8 million for the nine months ended September 30, 2023. The $1.5 million increase in the provision expense for nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 was primarily a result of the increased net loan charge-offs and higher loan growth.
Previous report
NON-INTEREST INCOME
Previous report
Total non-interest income was $28.8 million for the nine months ended September 30, 2024, compared to $24.2 million for the nine months ended September 30, 2023. This increase was primarily due to higher pass-through income from SBICs coupled with an increase in net realized and unrealized gains on equity securities.
Previous report
NON-INTEREST EXPENSE
Previous report
For the nine months ended September 30, 2024, total non-interest expense was $112.2 million, compared to $106.9 million for the nine months ended September 30, 2023. The increase of $5.3 million, or 4.96%, from the nine months ended September 30, 2023 was primarily a result of an increase in salaries and benefits and technology expenses, partially offset by a decrease in card processing and interchange expenses. In addition, other non-interest expenses increased primarily due to an increase in personnel costs related to annual merit increases and growth in the Corporation's staff and new offices in its expansion markets, while the increase in technology was primarily due to year-over-year investments in technology applications aimed at enhancing both customer online banking capabilities, customer call center communications, and in-branch technology delivery channels. The decrease in card processing and interchange expenses related to the changes made by the Corporation to its cardholder rewards program.
Previous report
INCOME TAX EXPENSE
Previous report
Income tax expense was $9.2 million, representing an 18.92% effective tax rate, compared to $10.6 million, representing a 19.47% effective tax rate for the nine months ended September 30, 2024 and 2023, respectively.
Reworded paragraphs (38)
Previous wording
The Corporation’s subsidiary, CNB Bank, provides financial services to individuals and businesses. The Bank franchise's primary market areas are the Pennsylvania counties of Blair, Cambria, Centre, Clearfield, Elk, Indiana, Jefferson, and McKean. ERIEBANK, a division of the Bank, operates in the Pennsylvania counties of Crawford, Erie, and Warren and in the Ohio counties of Ashtabula, Cuyahoga, Geauga, Lake, and Lorain. FCBank, a division of the Bank, operates in the Ohio counties of Crawford, Delaware, Franklin, Knox, Marion, Morrow, and Richland. BankOnBuffalo, a division of the Bank, operates in the New York counties of Erie and Niagara. Ridge View Bank, a division of the Bank, operates in the Virginia counties of Botetourt, Craig, Franklin, New River Valley, and Roanoke. Impressia Bank, a division of the Bank, operates in the Bank’s primary market areas. Although the Corporation’s strategies, through the Bank, are executed based on the divisions discussed above, the Bank is a single Pennsylvania-chartered bank whereby all divisions of the Bank conduct their business on a doing business as basis.
Current wording
The Corporation is a financial holding company registered under the BHC Act. It was incorporated under the laws of the Commonwealth of Pennsylvania in 1983 for the purpose of engaging in the business of a financial holding company. The Corporation’s subsidiary, the Bank, provides financial services to individuals and businesses. The CNB Bank franchise's primary market areas are the Pennsylvania counties of Blair, Cambria, Centre, Clearfield, Elk, Indiana, Jefferson, and McKean. ERIEBANK, a division of the Bank, operates in the Pennsylvania counties of Crawford, Erie, and Warren and in the Ohio counties of Ashtabula, Cuyahoga, Geauga, Lake, and Lorain. FCBank, a division of the Bank, operates in the Ohio counties of Crawford, Delaware, Franklin, Knox, Marion, Morrow, and Richland. BankOnBuffalo, a division of the Bank, operates in the New York counties of Erie, Niagara, and Ontario. Ridge View Bank, a division of the Bank, operates in the Virginia counties of Botetourt, Craig, Franklin, New River Valley, and Roanoke. Impressia Bank, a division of the Bank, operates in the Bank’s primary market areas. Although the Corporation’s strategies, through the Bank, are executed based on the divisions discussed above, the Bank is a single Pennsylvania-chartered bank whereby all divisions of the Bank conduct their business on a doing business as basis.
Previous wording
The following discussion should be read in conjunction with the Corporation’s consolidated financial statements and notes thereto for the year ended December 31, 2023, included the 2023 Form 10-K, and in conjunction with the condensed consolidated financial statements and notes thereto included in Item 1 of this report. Operating results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results for the full year ending December 31, 2024, or any future period.
Current wording
The following discussion should be read in conjunction with the Corporation’s consolidated financial statements and notes thereto for the year ended December 31, 2024, included the 2024 Form 10-K, and in conjunction with the condensed consolidated financial statements and notes thereto included in Item 1 of this report. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results for the full year ending December 31, 2025, or any future period.
Previous wording
•Pre-provision net revenue ("PPNR"); and
Current wording
•Pre-provision net revenue ("PPNR") and PPNR (excluding merger costs);
Previous wording
•Return on average tangible common equity
Current wording
•Return on average assets (excluding merger costs);
Previous wording
Cash and cash equivalents totaled $360.9 million at September 30, 2024, including additional excess liquidity of $282.0 million held at the Federal Reserve, compared to $222.0 million at December 31, 2023. These excess funds, when combined with collective contingent liquidity resources of $4.5 billion including (i) available borrowing capacity from the FHLB and the Federal Reserve, and (ii) available unused commitments from brokered deposit sources and other third-party funding channels, including previously established lines of credit from correspondent banks, result in the total on-hand and contingent liquidity sources for the Corporation to be approximately 5.0 times the estimated amount of adjusted uninsured deposit balances.
Current wording
Cash and cash equivalents totaled $520.2 million at March 31, 2025, including additional excess liquidity of $447.1 million held at the Federal Reserve, compared to $375.0 million at December 31, 2024. These excess funds, when combined with collective contingent liquidity resources of $4.7 billion including (i) available borrowing capacity from the FHLB and the Federal Reserve, and (ii) available unused commitments from brokered deposit sources and other third-party funding channels, including previously established lines of credit from correspondent banks, result in the total available liquidity sources for the Corporation to be approximately 5.3 times the estimated amount of adjusted uninsured deposit balances.
Previous wording
AFS debt securities and equity securities combined totaled $389.4 million and $351.3 million at September 30, 2024 and December 31, 2023, respectively. At September 30, 2024, the total balance of investments classified as HTM debt securities was $328.2 million compared to $389.0 million at December 31, 2023.
Current wording
AFS debt securities and equity securities combined totaled $526.7 million and $479.0 million at March 31, 2025 and December 31, 2024, respectively. At March 31, 2025, the total balance of investments classified as HTM debt securities was $282.2 million compared to $306.1 million at December 31, 2024.
Previous wording
At September 30, 2024, loans, excluding the impact of syndicated loans, totaled $4.5 billion, representing an increase of $162.7 million, or 3.73% year to date increase (4.98% annualized), from December 31, 2023. The increase in loans was primarily driven by qualitative growth in commercial real estate coupled with growth in commercial and industrial and residential real estate in the Columbus, Erie and Roanoke markets and continued new relationship growth in the Corporation's recent expansion market of Cleveland, and growth in the Corporation's Private Banking division with notable activity in the Roanoke market.
Current wording
At March 31, 2025, loans, excluding the impact of syndicated loans, totaled $4.5 billion, representing an increase of $11.7 million, or 0.26% year to date increase (1.05% annualized), from December 31, 2024. The increase in loans for the quarter ended March 31, 2025 compared to December 31, 2024 was primarily driven by growth in the BankOnBuffalo, Ridge View Bank and the legacy CNB markets.
Previous wording
At September 30, 2024, the Corporation's condensed consolidated balance sheet reflected a decrease in syndicated lending balances of $39.2 million compared to December 31, 2023, primarily resulting from scheduled paydowns or early payoffs of certain syndicated loans. The syndicated loan portfolio totaled $69.5 million, or 1.51% of total loans, at September 30, 2024, compared to $108.7 million, or 2.43% of total loans at December 31, 2023. The Corporation is closely managing the level of its syndicated loan portfolio while it focuses more resources on organic loan growth from its in-market customer relationships.
Current wording
At March 31, 2025, the Corporation's condensed consolidated balance sheet reflected a decrease in syndicated lending balances of $10.7 million compared to December 31, 2024, primarily resulting from scheduled paydowns or early payoffs of certain syndicated loans. The syndicated loan portfolio totaled $69.2 million, or 1.50% of total loans, at March 31, 2025, compared to $79.9 million, or 1.73% of total loans at December 31, 2024. The Corporation closely manages the level and composition of its syndicated loan portfolio to ensure it continues to provide a high credit quality, profitable use of excess liquidity to complement the Corporation’s loan growth from its in-market customer relationships.
Previous wording
As part of its lending policy and risk management activities, the Corporation tracks lending exposure by industry classification and type to determine potential risks associated with industry concentrations, and whether any risk issues could lead to additional credit loss exposure. In the current post-pandemic and inflationary economic environment, the Corporation has evaluated its exposure to the office, hospitality, and multifamily industries within its commercial real estate portfolio. Even given the Corporation’s historically sound underwriting protocols and high credit quality ratings for borrowers in these industries, the Corporation monitors numerous relevant sensitivity elements at both underwriting and through and beyond the funding period, including projects occupancy, loan-to-value, absorption and cap rates, debt service coverage and covenant compliance, and developer/lessor financial strength both in the project and globally. At September 30, 2024, the Corporation had the following key metrics related to its office, hospitality and multifamily portfolios:
Current wording
As part of its lending policy and risk management activities, the Corporation tracks lending exposure by industry classification and type to determine potential risks associated with industry concentrations, and to identify any concentration risk issues that could lead to additional credit loss exposure. An important and recurring part of this process involves the Corporation’s continued measurement and evaluation of its exposure to the office, hospitality, and multifamily industries within its commercial real estate portfolio. Even given the Corporation’s historically sound underwriting protocols and high credit quality standards for borrowers in the commercial real estate industry segments, the Corporation monitors numerous relevant sensitivity elements, including occupancy, loan-to-value, absorption and cap rates, debt service coverage and covenant compliance, and developer/lessor financial strength both in the project and globally. At March 31, 2025, the Corporation had the following key metrics related to its office, hospitality and multifamily portfolios:
Previous wording
◦There were no nonaccrual commercial office loans at September 30, 2024;
Current wording
◦There were no nonaccrual commercial office loans;
Previous wording
◦The average outstanding balance per commercial office loan was $1.0 million.
Current wording
◦The average outstanding balance per commercial office loan was $975 thousand.
Previous wording
◦There were no nonaccrual commercial hospitality loans at September 30, 2024;
Current wording
◦There were no nonaccrual commercial hospitality loans;
Previous wording
◦There was one past due commercial office loan that totaled $214 thousand, or 0.18% of total commercial office loans outstanding at September 30, 2024; and
Current wording
◦There was one past due commercial hospitality loan that totaled $157 thousand, or 0.05% of total commercial hospitality loans outstanding; and
Previous wording
◦The average outstanding balance per commercial hospitality loan was $1.9 million.
Current wording
◦The average outstanding balance per commercial hospitality loan was $2.0 million.
Previous wording
◦There was one nonaccrual commercial multifamily loan that totaled $268 thousand, or 0.08% of total multifamily loans outstanding. The one customer relationship did not have a related specific loss reserve at September 30, 2024;
Current wording
◦There were two nonaccrual commercial multifamily loans that totaled $20.5 million, or 5.50% of total multifamily loans outstanding. As previously discussed, one customer relationship did have a specific reserve of $885 thousand, while the other customer relationship did not have a related specific loss reserve;
Previous wording
◦There were two past due commercial multifamily loans that totaled $760 thousand, or 0.22% of total commercial multifamily loans outstanding at September 30, 2024; and
Current wording
◦There were two past due commercial multifamily loans that totaled $20.5 million, or 5.50% of total commercial multifamily loans outstanding; and
Previous wording
The Corporation had no commercial office, hospitality or multifamily loan relationships considered by the banking regulators to be a high volatility commercial real estate credit ("HVCRE").
Current wording
The Corporation had no commercial office, hospitality or multifamily loan relationships considered by the banking regulators to be high volatility commercial real estate ("HVCRE") credits.
Previous wording
The allowance for credit losses measured as a percentage of total loans receivable was 1.02% as of September 30, 2024 and 1.03% as of December 31, 2023.
Current wording
The allowance for credit losses measured as a percentage of total loans receivable was 1.03% as of March 31, 2025 and 1.03% as of December 31, 2024.
Previous wording
For the nine months ended September 30, 2024, the allowance for credit losses increased $812 thousand. This increase was primarily driven by growth in the Corporation's loan portfolio in new market areas as well as an increased unemployment rate forecast, partially offset by improvements in the Corporation's historical loss rates, annual updates to the Corporation's loss drivers and assumptions, as well as the impact of net charge-offs. Significant uncertainty persists regarding the domestic and global economy due to persistent inflation in certain segments of the U.S. economy, continued elevated interest rates, fluctuating levels of consumer confidence, and geopolitical conflicts. Management will continue to proactively evaluate its estimate of expected credit losses as new information becomes available.
Current wording
For the three months ended March 31, 2025, the allowance for credit losses remained unchanged, reflecting stable credit quality in the loan portfolio. Significant uncertainty persists regarding the domestic and global economy due to changes to U.S. tariffs and corresponding policy changes by U.S. trading partners, continued elevated interest rates, fluctuating levels of consumer confidence, and geopolitical conflicts. Management will continue to proactively evaluate its estimate of expected credit losses as new information becomes available.
Previous wording
Provision for credit losses was $2.4 million and $6.3 million for the three and nine months ended September 30, 2024, respectively, compared to $1.1 million and $4.8 million for the three and nine months ended September 30, 2023, respectively. Included in the provision for credit losses for the three and nine months ended September 30, 2024 was $49 thousand and $112 thousand, respectively, related to the allowance for unfunded commitments compared to $33 thousand and $148 thousand accrual towards the allowance for unfunded commitments for the three and nine months ended September 30, 2023, respectively.
Current wording
Provision for credit losses was $1.6 million for the three months ended March 31, 2025, compared to $1.3 million for the three months ended March 31, 2024. Included in the provision for credit losses for the three months ended March 31, 2025 was $117 thousand related to the allowance for unfunded commitments compared to $24 thousand benefit towards the allowance for unfunded commitments for the three months ended March 31, 2024.
Previous wording
At September 30, 2024, the average deposit balance per account for the Bank was approximately $33 thousand. The Bank had increases in business deposits, as well as retail customer household deposits, including those added after the 2023 launches of (i) the Bank's "At Ease" account, a service for U.S. service member and veteran families, and (ii) the Corporation's women-focused banking division, Impressia Bank.
Current wording
At March 31, 2025, the average deposit balance per account for the Bank was approximately $34 thousand, which has remained stable at this level for an extended period.
Previous wording
At December 31, 2023, the total estimated uninsured deposits for the Bank were approximately $1.4 billion, or approximately 28.21% of total Bank deposits. However, when excluding affiliate company deposits of $101.3 million and pledged-investment collateralized deposits of $400.5 million, the adjusted amount and percentage of total estimated uninsured deposits was approximately $937.1 million, or approximately 18.37% of total Bank deposits as of December 31, 2023.
Current wording
At March 31, 2025, the total estimated uninsured deposits for the Bank were approximately $1.6 billion, or approximately 27.94% of total Bank deposits. However, when excluding $101.9 million of affiliate company deposits and $481.2 million of pledged-investment collateralized deposits, the adjusted amount and percentage of total estimated uninsured deposits was approximately $971.1 million, or approximately 17.46% of total Bank deposits as of March 31, 2025.
Previous wording
At September 30, 2024, the total estimated uninsured deposits for the Bank were approximately $1.5 billion, or approximately 28.50% of total Bank deposits. However, when excluding $103.1 million of affiliate company deposits and $462.7 million of pledged-investment collateralized deposits, the adjusted amount and percentage of total estimated uninsured deposits was approximately $950.6 million, or approximately 17.87% of total Bank deposits as of September 30, 2024.
Current wording
At December 31, 2024, the total estimated uninsured deposits for the Bank were approximately $1.5 billion, or approximately 27.71% of total Bank deposits. However, when excluding affiliate company deposits of $101.9 million and pledged-investment collateralized deposits of $429.0 million, the adjusted amount and percentage of total estimated uninsured deposits was approximately $986.0 million, or approximately 18.01% of total Bank deposits as of December 31, 2024.
Previous wording
At September 30, 2024, the Corporation’s cash and cash equivalents position was approximately $361.0 million, including liquidity of $282.0 million held at the Federal Reserve. These excess funds, when combined with $4.5 billion in (i) available borrowing capacity from the FHLB and the Federal Reserve, and (ii) available unused commitments from brokered deposit sources and other third-party funding channels, including previously established lines of credit from correspondent banks, result in the total on-hand and contingent liquidity sources for the Corporation to be approximately 5.0 times the estimated amount of adjusted uninsured deposit balances discussed above.
Current wording
At March 31, 2025, the Corporation’s cash and cash equivalents position was approximately $520.2 million, including liquidity of $447.1 million held at the Federal Reserve. These excess funds, when combined with $4.7 billion in (i) available borrowing capacity from the FHLB and the Federal Reserve, and (ii) available unused commitments from brokered deposit sources and other third-party funding channels, including previously established lines of credit from correspondent banks, result in the total available liquidity sources for the Corporation to be approximately 5.3 times the estimated amount of adjusted uninsured deposit balances discussed above.
Previous wording
As of September 30, 2024, the Corporation’s total shareholders’ equity was $606.4 million, representing an increase of $35.1 million, or 6.15%, from December 31, 2023, primarily due to an increase in the Corporation's retained earnings (net income, partially offset by the common and preferred dividends paid).
Current wording
As of March 31, 2025, the Corporation’s total shareholders’ equity was $624.5 million, representing an increase of $13.8 million, or 2.26%, from December 31, 2024, primarily due to an increase in the Corporation's retained earnings (net income, partially offset by the common and preferred stock dividends paid) and a decrease in accumulated other comprehensive loss primarily from the after-tax impact of temporary unrealized valuation changes in the Corporation's available-for-sale portfolio.
Previous wording
(1)Tangible common equity, tangible assets and tangible book value per common share are non-GAAP financial measures calculated using GAAP amounts. Tangible common equity is calculated by excluding the balance of goodwill and other intangible assets and preferred equity from the calculation of shareholders’ equity. Tangible assets is calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets. Tangible book value per common share is calculated by dividing tangible common equity by the number of shares outstanding. The Corporation believes that these non-GAAP financial measures provide information to investors that is useful in understanding its financial condition. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. A reconciliation of these non-GAAP financial measures is provided in the "Non-GAAP Financial Measures" section in Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Current wording
(1)Tangible common equity, tangible assets, book value per common share (excluding merger costs), and tangible book value per common share are non-GAAP financial measures calculated using GAAP amounts. Tangible common equity is calculated by excluding the balance of goodwill and other intangible assets and preferred equity from the calculation of shareholders’ equity. Tangible assets is calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets. Tangible book value per common share is calculated by dividing tangible common equity by the number of shares outstanding. The Corporation believes that these non-GAAP financial measures provide information to investors that is useful in understanding its financial condition. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. A reconciliation of these non-GAAP financial measures is provided in the "Non-GAAP Financial Measures" section in Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Previous wording
At September 30, 2024, the Corporation's pre-tax net unrealized losses on available-for-sale and held-to-maturity securities totaled approximately $62.5 million, or 10.30% of total shareholders' equity, compared to $82.2 million, or 14.40% of total shareholders' equity at December 31, 2023. The change in unrealized losses was primarily due to changes in the yield curve during the first, second and third quarters of 2024 compared to 2023, relative to the Corporation's scheduled bond maturities. Importantly, all regulatory capital ratios for the Corporation would exceed regulatory "well-capitalized" levels as of both September 30, 2024 and December 31, 2023 if the net unrealized losses at the respective dates were fully recognized. Additionally, the Corporation maintained $102.0 million of liquid funds at its holding company, which more than covers the $62.5 million in unrealized losses on investments held primarily in its wholly-owned banking subsidiary, as an immediately available source of contingent capital to be down-streamed to the Bank, if necessary.
Current wording
At March 31, 2025, the Corporation's pre-tax net unrealized losses on available-for-sale and held-to-maturity securities totaled approximately $61.7 million, or 9.88% of total shareholders' equity, compared to $74.8 million, or 12.25% of total shareholders' equity at December 31, 2024. The change in unrealized losses was primarily due to changes in the yield curve during the first quarter of 2025 compared to 2024, coupled with the Corporation's scheduled bond maturities, which were all realized at par. Importantly, all regulatory capital ratios for the Corporation would exceed regulatory "well-capitalized" levels as of both March 31, 2025 and December 31, 2024 if the net unrealized losses at the respective dates were fully recognized. Additionally, the Corporation continued to maintain excess liquidity totaling approximately $100.7 million of liquid funds at March 31, 2025, which more than covers the $61.7 million in combined available-for-sale and held-to-maturity unrealized losses on investments held primarily in its wholly-owned banking subsidiary, as an immediately available source of contingent capital to be down-streamed to the Bank, if necessary.
Previous wording
(2)Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the three months ended September 30, 2024 and 2023 was $240 thousand and $242 thousand, respectively.
Current wording
(2)Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the three months ended March 31, 2025 and 2024 was $260 thousand and $217 thousand, respectively.
Previous wording
(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the three months ended September 30, 2024 and 2023 was $(51.1) million and $(61.1) million, respectively.
Current wording
(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the three months ended March 31, 2025 and 2024 was $(48.1) million and $(55.1) million, respectively.
Previous wording
Net income available to common shareholders ("earnings") was $12.9 million, or $0.61 per diluted share, for the three months ended September 30, 2024. The Corporation’s earnings for the three months ended September 30, 2023 were $12.7 million, or $0.60 per diluted share. The increase in diluted earnings per share comparing the three months ended September 30, 2024 to the three months ended September 30, 2023 was primarily due to the increase in non-interest income, partially offset by an increase in non-interest expense.
Current wording
Net income available to common shareholders ("earnings") was $10.4 million, or $0.50 per diluted share, for the three months ended March 31, 2025. Excluding after-tax merger costs, earnings were $11.9 million, or $0.57 per diluted share for the three months ended March 31, 2025. The Corporation’s earnings for the three months ended March 31, 2024 were $11.5 million, or $0.55 per diluted share. Excluding after-tax merger costs, the increase in diluted earnings per share comparing the three months ended March 31, 2025 to the three months ended March 31, 2024 was primarily due to an increase in net interest income, partially offset by increases in non-interest expense and the provision for credit losses, coupled with a decrease in non-interest income.
Previous wording
Annualized return on average equity was 9.28% for the three months ended September 30, 2024, compared to 9.80% for the three months ended September 30, 2023. Annualized return on average tangible common equity, a non-GAAP measure, was 10.33% for the three months ended September 30, 2024, compared to 11.07% for the three months ended September 30, 2023.
Current wording
Annualized return on average equity was 7.52% for the three months ended March 31, 2025, compared to 8.79% for the three months ended March 31, 2024. Annualized return on average tangible common equity, a non-GAAP measure, was 8.15% for the three months ended March 31, 2025, compared to 9.77% for the three months ended March 31, 2024.
Previous wording
The Corporation's efficiency ratio was 66.34% for the three months ended September 30, 2024, compared to 67.00% for the three months ended September 30, 2023. The efficiency ratio on a fully tax-equivalent basis, a non-GAAP ratio, was 65.58% for the three months ended September 30, 2024, compared to 66.26% for the three months ended September 30, 2023.
Current wording
The Corporation's efficiency ratio was 72.07% for the three months ended March 31, 2025, compared to 69.08% for the three months ended March 31, 2024. The efficiency ratio on a fully tax-equivalent basis, a non-GAAP ratio, was 71.28% for the three months ended March 31, 2025, compared to 68.29% for the three months ended March 31, 2024. Excluding merger costs, the efficiency ratio on a fully tax-equivalent basis, a non-GAAP measure was 68.62% compared to 68.29% for the three months ended March 31, 2024.
Previous wording
Net interest income was $47.5 million for the three months ended September 30, 2024, compared to $47.2 million for the three months ended September 30, 2023. When comparing the third quarter of 2024 to the third quarter of 2023, the increase in net interest income of $250 thousand, or 0.53%, was primarily due to an increase in the Corporation's interest income as a result of the increase in total loans outstanding quarter over quarter, partially offset by targeted interest-bearing deposit rate increases to ensure both deposit relationship retention and new deposit growth in the Corporation's markets.
Current wording
Net interest income was $48.4 million for the three months ended March 31, 2025, compared to $45.2 million for the three months ended March 31, 2024. When comparing the first quarter of 2025 to the first quarter of 2024, the increase in net interest income of $3.2 million, or 7.10%, was primarily due to an increase in the Corporation's interest income as a result of the increase in total loans outstanding quarter over quarter, partially offset by targeted interest-bearing deposit rate increases to ensure both deposit relationship retention and new deposit growth in the Corporation's markets.
Previous wording
Net interest margin was 3.43% and 3.55% for the three months ended September 30, 2024 and September 30, 2023, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.42% and 3.53%, for the three months ended September 30, 2024 and September 30, 2023, respectively.
Current wording
Net interest margin was 3.38% and 3.40% for the three months ended March 31, 2025 and March 31, 2024, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.37% and 3.38%, for the three months ended March 31, 2025 and March 31, 2024, respectively.
Previous wording
The yield on earning assets of 5.98% for the three months ended September 30, 2024 increased 35 basis points from September 30, 2023, primarily as a result of the net benefit of higher interest rates on both variable-rate loans and new loan production.
Current wording
The yield on earning assets of 5.73% for the three months ended March 31, 2025 decreased 8 basis points from March 31, 2024, primarily attributable to the net impact of declining interest rates on variable and floating-rate loans as a result of the Federal Reserve decreases since mid-September 2024, coupled with changes in the yield curve.
Previous wording
Total non-interest income was $11.0 million for the three months ended September 30, 2024 compared to $7.9 million for the three months ended September 30, 2023. The increase during the three months ended September 30, 2024, compared to the three months ended September 30, 2023, was primarily due to higher pass-through income from small business investment companies and net realized and unrealized gains on equity securities.
Current wording
Total non-interest income was $8.5 million for the three months ended March 31, 2025 compared to $9.0 million for the three months ended March 31, 2024. The decrease during the three months ended March 31, 2025, compared to the three months ended March 31, 2024, was primarily due to increases in unrealized losses on equity securities and mortgage banking income, partially offset by higher pass-through income SBICs.
Previous wording
For the three months ended September 30, 2024, total non-interest expense was $38.8 million, compared to $36.9 million for the three months ended September 30, 2023. The increase from the three months ended September 30, 2023 was primarily a result of higher salaries and benefits driven by costs for personnel added for new offices in expansion markets, an increase in personnel costs related to annual merit increases, increases in health insurance costs, and contractual renewal increases in the Corporation's investments in technology applications. In addition, card processing and interchange expense for the third quarter of 2024 was $1.2 million, or 53.24% of card processing and interchange income, compared to $1.2 million, or 57.53% of card processing and interchange income for the third quarter of 2023.
Current wording
For the three months ended March 31, 2025, total non-interest expense was $41.0 million, compared to $37.4 million for the three months ended March 31, 2024. Excluding merger costs, the increase from the three months ended March 31, 2024 was primarily a result of higher salaries and benefits reflecting increased incentive compensation accruals and higher health insurance costs. Additionally, technology expense increased, primarily due to higher core processing charges associated with growth. These increases were partially offset by a decline in legal expenses. In addition, card processing and interchange expense for the first quarter of 2025 was $1.2 million, or 55.05% of card processing and interchange income, compared to $1.2 million, or 58.48% of card processing and interchange income for the first quarter of 2024.
Previous wording
Income tax expense was $3.3 million, representing a 19.31% effective tax rate, compared to $3.4 million, representing a 19.86% effective tax rate for the three months ended September 30, 2024 and 2023, respectively.
Current wording
Income tax expense was $2.9 million, representing a 19.96% effective tax rate, compared to $2.8 million, representing a 18.36% effective tax rate for the three months ended March 31, 2025 and 2024, respectively.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
•Income available to common (excluding merger costs);
Current report — wording carried from elsewhere
•Tangible common equity/tangible assets and tangible common equity/tangible assets (excluding merger costs);
Rearranged previous paragraphs (10)
Previous report — wording carried elsewhere
(1)Excludes provision for credit losses related to unfunded commitments. Note 9, "Off-Balance Sheet Commitments and Contingencies," to the condensed consolidated financial statements provides more detail concerning the provision for credit losses related to unfunded commitments of the Corporation.
Previous report — wording carried elsewhere
(1)Excludes provision for credit losses related to unfunded commitments. Note 9, "Off-Balance Sheet Commitments and Contingencies," to the condensed consolidated financial statements provides more detail concerning the provision for credit losses related to unfunded commitments of the Corporation.
Previous report — wording carried elsewhere
(1)Includes unamortized discounts and premiums.
Previous report — wording carried elsewhere
(2)Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the nine months ended September 30, 2024 and 2023 was $671 thousand and $755 thousand, respectively.
Previous report — wording carried elsewhere
(3)Average loans receivable outstanding includes the average balance outstanding of all nonaccrual loans. Loans receivable consist of the average of total loans receivable less average unearned income. In addition, loans receivable interest income consists of loans receivable fees, including PPP deferred processing fees.
Previous report — wording carried elsewhere
(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the nine months ended September 30, 2024 and 2023 was $(55.1) million and $(58.6) million, respectively.
Previous report — wording carried elsewhere
The following table presents the change in net interest income for the nine months ended September 30, 2024 and 2023:
Previous report — wording carried elsewhere
(1) Changes in interest income or expense not arising solely as a result of volume or rate variances are allocated to volume changes.
Previous report — wording carried elsewhere
(2)Changes in interest income on tax-exempt securities and loans receivable are presented on a fully taxable-equivalent basis, using the Corporation’s marginal federal income tax rate of 21% for the nine months ended September 30, 2024 and September 30, 2023.
Previous report — wording carried elsewhere
Management believes the charges to the provision for credit losses for the nine months ended September 30, 2024 were appropriate and the allowance for credit losses was adequate to absorb current expected credit losses in the loan portfolio at September 30, 2024.